Ac acquisition i llc - direct investment history in Gogo inc

Filed on 2013-12-18 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001209191-13-057596.txt Sec File: edgar/data/1579545/0001209191-13-057596-index.htm

2013-12-18 Ac Acquisition I Llc (CIK 1579545) through Direct (See Remarks)

Invested in Gogo Inc bought 876070 shares at $0.00 remaining shares owned 877902

Common Stock Gogo Inc Gogo Transaction code: J Other acquisition or disposition (transaction described in footnotes)

f3 mr. collins or entities under his control received 876,070 shares of common stock of the issuer in connection with the pro rata distributions on december 18, 2013.
f4 includes (a) 502 deferred stock units that are settled in shares of common stock 90 days after the director ceases service as a director and (b) 1,330 options to purchase common stock at an exercise price of $24.91 that expire on november 12, 2023.
f5 mr. collins resigned as a director on december 17, 2013.


Filed on 2013-12-18 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001209191-13-057596.txt Sec File: edgar/data/1579545/0001209191-13-057596-index.htm

2013-12-18 Ac Acquisition I Llc (CIK 1579545) through Direct (See Remarks)

Invested in Gogo Inc sold 7894130 shares at $0.00 remaining shares owned 0

Common Stock Gogo Inc Gogo Transaction code: J Other acquisition or disposition (transaction described in footnotes)

f2 ac acquisition ii llc (?ac ii?) made a pro rata distribution for no consideration of an aggregate of 7,894,130 shares of common stock of the issuer on december 18, 2013. ac ii is a limited liability company which is managed by ripplewood partners ii parallel fund, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. timothy c. collins is the president and sole shareholder of collins family partners inc.


Filed on 2013-12-18 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001209191-13-057596.txt Sec File: edgar/data/1579545/0001209191-13-057596-index.htm

2013-12-18 Ac Acquisition I Llc (CIK 1579545) through Direct (See Remarks)

Invested in Gogo Inc sold 19745496 shares at $0.00 remaining shares owned 0

Common Stock Gogo Inc Gogo Transaction code: J Other acquisition or disposition (transaction described in footnotes)

f1 ac acquisition i llc (?ac i?) made a pro rata distribution for no consideration of an aggregate of 19,745,496 shares of common stock of gogo inc. (the ?issuer?) on december 18, 2013. ac i is a limited liability corporation and its sole member is ripplewood partners ii, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. timothy c. collins is the president and sole shareholder of collins family partners inc.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc sold 2665.47 shares remaining shares owned 0

Junior Convertible Preferred Stock Gogo Inc Gogo exercise date 2009-12-31 exercise price 10.4369 has valueunderlying security shares 2553526.17 underlying security title Common Stock

f11 each share of junior convertible preferred stock mandatorily converted to shares of common stock equal to the applicable stated capital of each share of junior convertible preferred stock divided by the conversion price upon consummation of the issuer's initial public offering. the junior convertible preferred stock was entitled to dividends accrued through the consummation of the issuer's initial public offering, which have been satisfied by increasing the applicable stated capital. shares issued on conversion reflects accrued dividends added to stated capital. fractional shares of common stock are settled in cash. the shares of junior convertible preferred stock were convertible upon issuance and had no expiration date.
f3 these securities are held solely by ac acquisition ii llc ("ac ii"). ac ii is a limited liability company which is managed by ripplewood partners ii parallel fund, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii parallel fund, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac ii except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac ii.
f4 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac i and ripplewood partners ii, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac ii and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc sold 2874.31 shares remaining shares owned 0

Class B Senior Convertible Preferred Stock Gogo Inc Gogo exercise date 2009-12-31 exercise price 9.7087 has valueunderlying security shares 3644262.44 underlying security title Common Stock

f10 each share of class b senior convertible preferred stock mandatorily converted to shares of common stock equal to the applicable stated capital of each share of class b senior convertible preferred stock divided by the conversion price upon consummation of the issuer's initial public offering. the class b senior convertible preferred stock was entitled to dividends accrued through the consummation of the issuer's initial public offering, which have been satisfied by increasing the applicable stated capital. shares issued on conversion reflects accrued dividends added to stated capital. fractional shares of common stock are settled in cash. the shares of class b senior convertible preferred stock were convertible upon issuance and had no expiration date.
f3 these securities are held solely by ac acquisition ii llc ("ac ii"). ac ii is a limited liability company which is managed by ripplewood partners ii parallel fund, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii parallel fund, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac ii except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac ii.
f4 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac i and ripplewood partners ii, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac ii and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc sold 226.31 shares remaining shares owned 0

Class A Senior Convertible Preferred Stock Gogo Inc Gogo exercise date 2011-06-30 exercise price 9.7087 has valueunderlying security shares 262450.17 underlying security title Common Stock

f7 each share of class a senior convertible preferred stock issued on june 30, 2011 mandatorily converted to shares of common stock upon consummation of the issuer's initial public offering. the shares converted into a number of shares of common stock equal to the applicable stated capital of each share class a senior convertible preferred stock divided by the conversion price. the class a senior convertible preferred stock was entitled to dividends accrued through the consummation of the issuer's initial public offering, which have been satisfied by increasing the applicable stated capital. shares issued on conversion reflects accrued dividends added to stated capital. fractional shares of common stock are settled in cash. the shares of class a senior convertible preferred stock were convertible upon issuance and had no expiration date.
f3 these securities are held solely by ac acquisition ii llc ("ac ii"). ac ii is a limited liability company which is managed by ripplewood partners ii parallel fund, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii parallel fund, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac ii except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac ii.
f4 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac i and ripplewood partners ii, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac ii and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc sold 613.21 shares remaining shares owned 0

Class A Senior Convertible Preferred Stock Gogo Inc Gogo exercise price 8.50 has valueunderlying security shares 845934.17 underlying security title Common Stock

f8 reflects mandatory conversion of 273.76 shares of class a senior convertible preferred stock issued on july 1, 2010 and 339.46 shares of class a senior convertible preferred stock issued on january 28, 2011 into shares of common stock upon consummation of the issuer's initial public offering. the shares converted into a number of shares of common stock equal to (i) the applicable stated capital of each share class a senior convertible preferred stock multiplied by (ii) 2 and divided by (iii) $17.00, the ipo price.
f9 the class a senior convertible preferred stock was entitled to dividends accrued through the consummation of the issuer's initial public offering, which have been satisfied by increasing the applicable stated capital. shares issued on conversion reflects accrued dividends added to stated capital and other adjustments. fractional shares of common stock are settled in cash. the shares of class a senior convertible preferred stock were convertible upon issuance and had no expiration date.
f3 these securities are held solely by ac acquisition ii llc ("ac ii"). ac ii is a limited liability company which is managed by ripplewood partners ii parallel fund, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii parallel fund, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac ii except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac ii.
f4 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac i and ripplewood partners ii, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac ii and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc sold 6246.40 shares remaining shares owned 0

Junior Convertible Preferred Stock Gogo Inc Gogo exercise date 2009-12-31 exercise price 10.4369 has valueunderlying security shares 5984052.91 underlying security title Common Stock

f11 each share of junior convertible preferred stock mandatorily converted to shares of common stock equal to the applicable stated capital of each share of junior convertible preferred stock divided by the conversion price upon consummation of the issuer's initial public offering. the junior convertible preferred stock was entitled to dividends accrued through the consummation of the issuer's initial public offering, which have been satisfied by increasing the applicable stated capital. shares issued on conversion reflects accrued dividends added to stated capital. fractional shares of common stock are settled in cash. the shares of junior convertible preferred stock were convertible upon issuance and had no expiration date.
f1 these securities are held solely by ac acquisition llc ("ac i"). ac i is a limited liability corporation and its sole member is ripplewood partners ii, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac i except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac i.
f2 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac ii (as defined below) and ripplewood partners ii parallel fund, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac i and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc sold 7447.27 shares remaining shares owned 0

Class B Senior Convertible Preferred Stock Gogo Inc Gogo exercise date 2009-12-31 exercise price 9.7087 has valueunderlying security shares 9442207.38 underlying security title Common Stock

f10 each share of class b senior convertible preferred stock mandatorily converted to shares of common stock equal to the applicable stated capital of each share of class b senior convertible preferred stock divided by the conversion price upon consummation of the issuer's initial public offering. the class b senior convertible preferred stock was entitled to dividends accrued through the consummation of the issuer's initial public offering, which have been satisfied by increasing the applicable stated capital. shares issued on conversion reflects accrued dividends added to stated capital. fractional shares of common stock are settled in cash. the shares of class b senior convertible preferred stock were convertible upon issuance and had no expiration date.
f1 these securities are held solely by ac acquisition llc ("ac i"). ac i is a limited liability corporation and its sole member is ripplewood partners ii, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac i except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac i.
f2 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac ii (as defined below) and ripplewood partners ii parallel fund, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac i and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc sold 600.36 shares remaining shares owned 0

Class A Senior Convertible Preferred Stock Gogo Inc Gogo exercise date 2011-06-30 exercise price 9.7087 has valueunderlying security shares 696247.39 underlying security title Common Stock

f7 each share of class a senior convertible preferred stock issued on june 30, 2011 mandatorily converted to shares of common stock upon consummation of the issuer's initial public offering. the shares converted into a number of shares of common stock equal to the applicable stated capital of each share class a senior convertible preferred stock divided by the conversion price. the class a senior convertible preferred stock was entitled to dividends accrued through the consummation of the issuer's initial public offering, which have been satisfied by increasing the applicable stated capital. shares issued on conversion reflects accrued dividends added to stated capital. fractional shares of common stock are settled in cash. the shares of class a senior convertible preferred stock were convertible upon issuance and had no expiration date.
f1 these securities are held solely by ac acquisition llc ("ac i"). ac i is a limited liability corporation and its sole member is ripplewood partners ii, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac i except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac i.
f2 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac ii (as defined below) and ripplewood partners ii parallel fund, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac i and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc sold 1626.78 shares remaining shares owned 0

Class A Senior Convertible Preferred Stock Gogo Inc Gogo exercise price 8.50 has valueunderlying security shares 2244157.31 underlying security title Common Stock

f5 reflects mandatory conversion of 726.24 shares of class a senior convertible preferred stock issued on july 1, 2010 and 900.54 shares of class a senior convertible preferred stock issued on january 28, 2011 into shares of common stock upon consummation of the issuer's initial public offering. the shares converted into a number of shares of common stock equal to (i) the applicable stated capital of each share of class a senior convertible preferred stock multiplied by (ii) 2 and divided by (iii) $17.00, the ipo price.
f6 the class a senior convertible preferred stock was entitled to dividends accrued through the consummation of the issuer's initial public offering, which have been satisfied by increasing the applicable stated capital. shares issued on conversion reflects accrued dividends added to stated capital and other adjustments. fractional shares of common stock are settled in cash. the shares of class a senior convertible preferred stock were convertible upon issuance and had no expiration date.
f1 these securities are held solely by ac acquisition llc ("ac i"). ac i is a limited liability corporation and its sole member is ripplewood partners ii, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac i except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac i.
f2 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac ii (as defined below) and ripplewood partners ii parallel fund, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac i and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc sold 0 shares at $17.00 remaining shares owned 7894131

Common Stock Gogo Inc Gogo Transaction code: J Other acquisition or disposition (transaction described in footnotes)

f12 represents fractional shares of common stock settled in cash.
f3 these securities are held solely by ac acquisition ii llc ("ac ii"). ac ii is a limited liability company which is managed by ripplewood partners ii parallel fund, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii parallel fund, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac ii except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac ii.
f4 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac i and ripplewood partners ii, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac ii and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc bought 2553526 shares at $10.4369 remaining shares owned 7894131

Common Stock Gogo Inc Gogo Transaction code: C Conversion of derivative security (usually options)

f3 these securities are held solely by ac acquisition ii llc ("ac ii"). ac ii is a limited liability company which is managed by ripplewood partners ii parallel fund, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii parallel fund, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac ii except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac ii.
f4 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac i and ripplewood partners ii, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac ii and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc bought 3644262 shares at $9.7087 remaining shares owned 5340605

Common Stock Gogo Inc Gogo Transaction code: C Conversion of derivative security (usually options)

f3 these securities are held solely by ac acquisition ii llc ("ac ii"). ac ii is a limited liability company which is managed by ripplewood partners ii parallel fund, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii parallel fund, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac ii except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac ii.
f4 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac i and ripplewood partners ii, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac ii and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc bought 262450 shares at $9.7087 remaining shares owned 1696343

Common Stock Gogo Inc Gogo Transaction code: C Conversion of derivative security (usually options)

f3 these securities are held solely by ac acquisition ii llc ("ac ii"). ac ii is a limited liability company which is managed by ripplewood partners ii parallel fund, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii parallel fund, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac ii except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac ii.
f4 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac i and ripplewood partners ii, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac ii and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc bought 845934 shares at $8.50 remaining shares owned 1433893

Common Stock Gogo Inc Gogo Transaction code: C Conversion of derivative security (usually options)

f8 reflects mandatory conversion of 273.76 shares of class a senior convertible preferred stock issued on july 1, 2010 and 339.46 shares of class a senior convertible preferred stock issued on january 28, 2011 into shares of common stock upon consummation of the issuer's initial public offering. the shares converted into a number of shares of common stock equal to (i) the applicable stated capital of each share class a senior convertible preferred stock multiplied by (ii) 2 and divided by (iii) $17.00, the ipo price.
f9 the class a senior convertible preferred stock was entitled to dividends accrued through the consummation of the issuer's initial public offering, which have been satisfied by increasing the applicable stated capital. shares issued on conversion reflects accrued dividends added to stated capital and other adjustments. fractional shares of common stock are settled in cash. the shares of class a senior convertible preferred stock were convertible upon issuance and had no expiration date.
f3 these securities are held solely by ac acquisition ii llc ("ac ii"). ac ii is a limited liability company which is managed by ripplewood partners ii parallel fund, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii parallel fund, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac ii except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac ii.
f4 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac i and ripplewood partners ii, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac ii and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc sold 1 shares at $17.00 remaining shares owned 19745497

Common Stock Gogo Inc Gogo Transaction code: J Other acquisition or disposition (transaction described in footnotes)

f12 represents fractional shares of common stock settled in cash.
f1 these securities are held solely by ac acquisition llc ("ac i"). ac i is a limited liability corporation and its sole member is ripplewood partners ii, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac i except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac i.
f2 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac ii (as defined below) and ripplewood partners ii parallel fund, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac i and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc bought 5984052 shares at $10.4369 remaining shares owned 19745498

Common Stock Gogo Inc Gogo Transaction code: C Conversion of derivative security (usually options)

f1 these securities are held solely by ac acquisition llc ("ac i"). ac i is a limited liability corporation and its sole member is ripplewood partners ii, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac i except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac i.
f2 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac ii (as defined below) and ripplewood partners ii parallel fund, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac i and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc bought 9442207 shares at $9.7087 remaining shares owned 13761445

Common Stock Gogo Inc Gogo Transaction code: C Conversion of derivative security (usually options)

f1 these securities are held solely by ac acquisition llc ("ac i"). ac i is a limited liability corporation and its sole member is ripplewood partners ii, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac i except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac i.
f2 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac ii (as defined below) and ripplewood partners ii parallel fund, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac i and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc bought 696247 shares at $9.7087 remaining shares owned 4319238

Common Stock Gogo Inc Gogo Transaction code: C Conversion of derivative security (usually options)

f1 these securities are held solely by ac acquisition llc ("ac i"). ac i is a limited liability corporation and its sole member is ripplewood partners ii, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac i except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac i.
f2 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac ii (as defined below) and ripplewood partners ii parallel fund, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac i and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-28 by Ac Acquisition I Llc SEC CIK 1579545 Form 4

Accession 0001181431-13-037311.txt Sec File: edgar/data/1579545/0001181431-13-037311-index.htm

2013-06-26 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc bought 2244157 shares at $8.50 remaining shares owned 3622990

Common Stock Gogo Inc Gogo Transaction code: C Conversion of derivative security (usually options)

f5 reflects mandatory conversion of 726.24 shares of class a senior convertible preferred stock issued on july 1, 2010 and 900.54 shares of class a senior convertible preferred stock issued on january 28, 2011 into shares of common stock upon consummation of the issuer's initial public offering. the shares converted into a number of shares of common stock equal to (i) the applicable stated capital of each share of class a senior convertible preferred stock multiplied by (ii) 2 and divided by (iii) $17.00, the ipo price.
f6 the class a senior convertible preferred stock was entitled to dividends accrued through the consummation of the issuer's initial public offering, which have been satisfied by increasing the applicable stated capital. shares issued on conversion reflects accrued dividends added to stated capital and other adjustments. fractional shares of common stock are settled in cash. the shares of class a senior convertible preferred stock were convertible upon issuance and had no expiration date.
f1 these securities are held solely by ac acquisition llc ("ac i"). ac i is a limited liability corporation and its sole member is ripplewood partners ii, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partners inc. each of ripplewood partners ii, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac i except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac i.
f2 mr. collins disclaims such beneficial ownership except to the extent of any pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac ii (as defined below) and ripplewood partners ii parallel fund, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac i and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-20 by Ac Acquisition I Llc SEC CIK 1579545 Form 3

Accession 0001181431-13-036066.txt Sec File: edgar/data/1579545/0001181431-13-036066-index.htm

2013-06-20 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc remaining shares owned 587959

Common Stock Gogo Inc Gogo

f10 fractional common shares will be settled in cash at fair market value upon consummation of the issuer's initial public offering.
f3 these securities are held solely by ac acquisition ii llc ("ac ii"). ac ii is a limited liability company which is managed by ripplewood partners ii parallel fund, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partner inc. each of ripplewood partners ii parallel fund, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac ii except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac ii.
f4 mr. collins disclaims such beneficial ownership, except to the extent of any pecuniary interest, and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac i and ripplewood partners ii, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac ii and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.


Filed on 2013-06-20 by Ac Acquisition I Llc SEC CIK 1579545 Form 3

Accession 0001181431-13-036066.txt Sec File: edgar/data/1579545/0001181431-13-036066-index.htm

2013-06-20 Ac Acquisition I Llc (CIK 1579545) through Direct

Invested in Gogo Inc remaining shares owned 1378833

Common Stock Gogo Inc Gogo

f10 fractional common shares will be settled in cash at fair market value upon consummation of the issuer's initial public offering.
f1 these securities are held solely by ac acquisition i llc ("ac i"). ac i is a limited liability corporation and its sole member is ripplewood partners ii, l.p., the general partner of which is ripplewood partners ii gp, l.p., the general partner of which is rp ii gp, llc, the sole member of which is collins family partners, l.p, which is managed by its general partner, collins family partner inc. each of ripplewood partners ii, l.p., ripplewood partners ii gp, l.p., rp ii gp, llc, collins family partners, l.p, and collins family partners inc. disclaims beneficial ownership of the securities owned by ac i except to the extent of its pecuniary interest. timothy c. collins, as the president and sole shareholder of collins family partners inc., may be deemed to share beneficial ownership of the shares shown as beneficially owned by ac i.
f2 mr. collins disclaims such beneficial ownership, except to the extent of any pecuniary interest, and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose. each of ac ii (as defined below) and ripplewood partners ii parallel fund, l.p. disclaims beneficial ownership of the securities shown as beneficially owned by ac i and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of section 16 or for any other purpose.